Up until its final ten minutes, "Matchstick Men," directed by Ridley Scott (2001's "Black Hawk Down"), is a beautifully crafted motion picture filled with endearing, sharply drawn characters and an ultra-smart, non-flashy screenplay. Whereas most films about con men are all about style, tricks and with no real substance, screenwriters Nicholas Griffin and Ted Griffin (2001's "Ocean's Eleven") invigorate the genre by wisely making it a character-driven piece about relationships that just so happens to be set in the world of cons. For close to 110 minutes, we grow to care about and love the people we have met and spent time with. And then, with no warning, the rug is thrown out from under us to make way for one of the most unnecessary, enraging, condescending endings in recent memory.

Roy Waller (Nicolas Cage) is an obsessive compulsive con man with agoraphobic symptoms who works alongside protege Frank Mercer (Sam Rockwell) as they meticulously wheel and deal people into giving them money. Filled with unwanted tics and fears, Roy goes to see a psychiatrist about refilling a subscription for his illness and ends up opening up to him about his past. Through this, he learns of his estranged 14-year-old daughter, Angela (Alison Lohman), whom he has never met but who wants to get to know him. With summer break in full swing, Angela practically moves in with Roy and falls in love with the father she never had. Eventually, Roy is grudgingly teaching Angela the tricks of his trade as he and Frank start work on their next con.

First and foremost, "Matchstick Men" is a wonder of brilliant lead performances, each one breathing distinctive life into their fresh roles. Coming off his Oscar-nominated role in 2002's best film, "Adaptation," Nicolas Cage is note-perfect as Roy Waller, faithfully gracing him with all the physical tics and personal flaws that afflict him. When Roy discovers the joy of being a parent, he yearns to move out of the con business but isn't sure how. Cage is at the top of his game in every scene, garnering big laughs when they are called for and an emotional depth and originality of character one rarely sees in mainstream Hollywood.

Matching him every step of the way is 23-year-old Alison Lohman (2002's "White Oleander"), who is called up to play someone almost ten years younger than she and, amazingly, makes it completely believable. With the looks, speech, and mannerisms of a young teenager wise beyond her years but with an inexperienced naivete underneath the surface, Lohman hits her role of Angela squarely on the head and makes it her own. Having only one other major lead role under her belt, Lohman easily cements herself as one of the most versatile and talented young actresses working today.

The father-daughter relationship between Roy and Angela, loosely recalling the one between Ryan O'Neal and Tatum O'Neal in 1973's "Paper Moon," is the heart and soul of "Matchstick Men." In the ways that Roy and Angela relate to one another, first with a yearning hesitancy and then with an unmistakable casualness, and in the way that Roy occasionally loses his temper and says things to Angela without meaning them, this is one of the more lovely cinematic parent-child depictions in quite some time.

Filling out the lead trio, Sam Rockwell (2001's "Heist") exudes the same quirky coolness he is getting to be known for as Frank Mercer. Frank does not have as much screentime as Cage or Lohman, but in the way he looks up to Roy while at the same time having to act as his guiding light through Roy's rough patches, he is an indelible character who makes his every moment count. If the sign of a charismatic actor is their ability to brighten every scene in which they appear, then Rockwell has this gift in spades.

Had "Matchstick Men" followed on the same course it had set up through its climax, then it would undoubtedly be one of the stronger motion pictures of 2003. Unfortunately, director Ridley Scott betrays his audience and the time they have invested in this story for no apparent reason other than to offer a surprising twist ending. It cannot be denied that the concluding ten minutes are, indeed, unexpected, but they are also gimmick-ridden and ludicrous, putting a severe damper on everything that has come before. The characters, as well as the viewers, are not treated with the respect they deserve, and we instantly stop caring because of it.

As wonderful as the vast majority of "Matchstick Men" is, it is just as abysmal in its cumulative effect, transforming an innovative, heartfelt, purely human tale into one that is as shallow as every con film that has come before it. For the sheer promise it held for so long, and its jarring plunge into maddening mediocrity by the end credits roll, "Matchstick Men" may just rank as the most disappointing film of the year.